TCREUR_Public/160504.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

            Wednesday, May 4, 2016, Vol. 17, No. 087


                            Headlines


C Z E C H   R E P U B L I C

NEW WORLD: OKD Unit Files for Insolvency in Ostrava Court


F R A N C E

CEGEDIM SA: S&P Raises CCR to BB, Outlook Stable


G E R M A N Y

FRANZ HANIEL: S&P Raises CCR From BB+/B, Outlook Stable
PAYMILL: Opts to File for Preliminary Insolvency
S-CORE 2007-1: Fitch Cuts Ratings on 3 Note Classes to Dsf
SCHAEFFLER AG: S&P Raises Corporate Credit Rating to 'BB'


G R E E C E

INTRALOT SA: S&P Revises Outlook to Stable & Affirms B CCR


I R E L A N D

WINDMILL CLO I: S&P Raises Rating on Class E Notes to BB+


N E T H E R L A N D S

E-MAC NL 2005-I: S&P Affirms CCC Rating on Class E Notes


R U S S I A

BANK MBFI: Placed Under Provisional Administration
BANK SOVETSKY: DIA Ends Provisional Administration Functions


S P A I N

CAIXA PENEDES 1: S&P Lowers Rating on Class C Notes to B-
ISOLUX CORSAN: Fitch Lowers IDR to CC & Lifts Watch Negative
ISOLUX CORSAN: S&P Lowers CCR to CCC-, Outlook Negative


U N I T E D   K I N G D O M

BHS GROUP: Gov't Orders Probe Into Ex-Directors After Collapse
BHS GROUP: Philip Green Urged to Respond Promptly to Inquiry
FINSBURY SQUARE 2016-1: Fitch Assigns BB Rating to Cl. X Notes
TATA STEEL UK: Liberty Confirms Formal Bid for Assets
THAME AND LONDON: S&P Assigns B- CCR, Outlook Positive

TRAVIS PERKINS: S&P Affirms BB+ CCR, Outlook Remains Stable


                            *********


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C Z E C H   R E P U B L I C
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NEW WORLD: OKD Unit Files for Insolvency in Ostrava Court
---------------------------------------------------------
Krystof Chamonikolas at Bloomberg News report that New World
Resources Plc's main unit OKD AS filed for insolvency and
requested a court approval for reorganization after failing to
agree with the Czech government on saving the unprofitable mining
company.

OKD, the sole producer of coking coal in the Czech Republic, is
unable to pay its debt and it had filed an insolvency petition
with a court in the eastern city of Ostrava, the company, as
cited by Bloomberg, said in a statement on May 3.

"The OKD board has decided to request a restructuring permission
with the goal to maintain employment, keep the company in
operation and, to the highest possible extent, gradually satisfy
its creditors as well as creating a viable business," Bloomberg
quotes the company as saying in the statement.  "While this was a
very tough decision, this voluntary step is the right choice for
the future of OKD."

OKD, which employs 13,000 people at mines in one of the country's
poorest regions, owes the parent company EUR65 million (US$75
million) and it said last week, it may run out of cash within two
weeks, Bloomberg recounts.

New World Resources Plc is the largest Czech producer of coking
coal.



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F R A N C E
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CEGEDIM SA: S&P Raises CCR to BB, Outlook Stable
------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on French health care software and services group
Cegedim S.A. to 'BB' from 'BB-'.  The outlook is stable.

S&P also has withdrawn its 'BB-' issue and '4' recovery ratings
on Cegedim's redeemed EUR425 million senior unsecured notes
originally due in 2020.

The upgrade primarily reflects the significant decrease in
Cegedim's leverage, following its repayment of its 2020 bond with
cash from the spin-off of its historical division one year ago.
Cegedim's use of the substantial cash proceeds of EUR396 million
for debt reduction has enabled it to significantly deleverage its
financial structure.  In January 2016, the group put in place a
EUR200 million revolving facility (RCF) paying 90 basis points
(bps) above the one-month Euribor rate (currently floored at 0%),
under which it drew down 80% of the facility to contribute to
repaying the 2020 bond.

S&P expects Cegedim will a ratio of reported debt to EBITDA of
less than 2.5x in 2016 (based on S&P's calculation of the average
of the three upcoming fiscal years), which is commensurate with
an intermediate financial risk profile.  Moreover, most of S&P's
other ratios for Cegedim, such as Standard & Poor's-adjusted
funds from operations (FFO) to debt, EBITDA to interest coverage,
and free operating cash flow (FOCF) to debt, are now in line with
the intermediate category.  S&P has therefore raised its
assessment of the group's financial risk profile to intermediate
from significant.  The cost of debt should decrease from EUR40
million in 2015 to less than EUR5 million in 2017, leading to a
sizable increase in the group's free cash flow generation that
will allow further deleveraging.

The rating on Cegedim reflects S&P's assessment of the group's
business risk profile as weak even after its recent disposal.
Still, group revenues are relatively well diversified, with a
granular customer base, including British and French pharmacists
and practitioners, as well as companies operating outside the
health care sphere, for which Cegedim has successfully developed
a human-resource management offering and e-business solutions.
The group's latest acquisitions in 2015 in the U.K. and U.S. will
enable it to penetrate these markets through its "SaaS/Cloud"
solutions.  Under these, the group provides its unique expertise
in developing software that offers an enhanced user experience
(easy to use web access), combined with a broader range of
functionalities (automated updates and multi-devices platform)
through migration from a license-based model to SaaS/Cloud
technologies.

Cegedim is a key player in data transfer between private health
insurers ("mutuelles"), pharmacists, and the French health care
system.  The group could benefit from additional volumes of
activity, since the French government is contemplating banning
cash payments to the doctors.  Moreover, the government's recent
announcement to withhold tax directly at the employer level could
boost the group's revenues.  Cegedim is one of a few French
health care companies with the expertise and the technology to be
able to rapidly deploy an effective data solution to the market,
but it will first need to win tender offers launched by the
French government.

As S&P anticipated, in addition to repaying the 2020 bond,
Cegedim also used portion of the disposal proceeds to reimburse
its EUR63 million bond maturing in July 2015.  The improved
financing conditions linked to the newly signed RCF used as part
of the repayment will trigger a pronounced decrease in the
group's average cost of debt.  S&P forecasts a reduction of more
than 400 bps to less than 2% in 2017 from 6.7% in 2014.  In
addition, the maturity of the group's EUR45 million shareholder
loan has been extended to 2021, and margin revised downward from
5.5% to 2.9%. Cegedim's financial metrics have soundly improved,
with FOCF to debt at 18.5% on a weighted average basis.

S&P anticipates that Cegedim's revenue growth this year will be
in line with the 3.4% increase in 2015.  S&P also expects slight
improvement in its operating margins as it progressively expands
its customer base.  S&P assumes that the group will maintain a
conservative financial policy and not make any large debt-
financed acquisitions or pay large dividends in coming years.

Under S&P's base case for Cegedim, S&P assumes:

   -- Revenue growth of 3%-4% in the competitive French and U.K.
      health care market, with stronger growth prospects in the
      5%-7% range in newly entered markets.

   -- Continued product innovation and increased operating
      efficiency, following restructuring and the large
      investment in 2015 to deploy Saas/Cloud solutions, which
      should widen the group's margins.

   -- Slightly lower adjusted EBITDA, in the EUR72 million-EUR82
      million range in 2016 and 2017, compared with S&P's June
      2015 forecast, owing the Cegelease division's restatements
      in line with International Accounting Standard norm IAS 17
      and an increasing impact from capitalized development
      costs. Annual capital expenditures (capex) of about EUR40
      million.

   -- Interest cost decreasing to EUR15 million in 2016 and about
      EUR3 million in 2017, from EUR40 million in 2015, after the
      change in the group's capital structure.

Based on these assumptions, S&P arrives at these credit measures:

   -- An adjusted EBITDA margin of 16%-18% over 2016-2017.

   -- Debt to EBITDA of less than 3.0x in 2016, improving to less
      than 2.5x in 2017.

   -- An EBITDA-to-interest coverage ratio of about 5x in 2016,
      improving to 20x in 2017.

   -- FOCF to debt of about 5% in 2016, improving to more than
      20% in 2017.

The stable outlook on Cegedim reflects its current low debt,
following its repayment of the 2020 bond.  The outlook also
incorporates the group's enhanced financing cost structure, which
should free up a significant amount of cash and enable further
deleveraging and a ratio of debt to EBITDA in the lower end of
the 2x-3x range.

"We could consider downgrading Cegedim if it implemented a
radical change in its financial policy, namely through a large
debt-financed acquisition that could jeopardize current financial
metrics with debt to EBITDA increasing to more than 3x.  However,
we view this as an unlikely scenario given that the group's
biggest shareholder continues to be the founding family.  We will
closely monitor Cegedim's quarterly performance, which have been
subject to profit warnings in the past and remain contingent on
the investment budgets of pharmacists and practitioners.  A
severe operating setback, leading to markedly negative cash flow,
could put significant pressure on the current rating," S&P said.

S&P would raise the rating if Cegedim achieved more profitable
growth after regaining market share in its health care
professionals division.  This could occur through successful
product launches that enhance the group's portfolio of activities
and its size of operation.  Any upgrade would also rely on more
accretive and sustainable free cash flow generation, in line with
peers rated 'BB+'.



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G E R M A N Y
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FRANZ HANIEL: S&P Raises CCR From BB+/B, Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its long-
and short-term corporate credit ratings on Germany-based holding
company Franz Haniel & Cie GmbH (Haniel) to 'BBB-/A-3' from
'BB+/B'.  The outlook is stable.

S&P raised to 'BBB-' from 'BB+' its issue ratings on the senior
unsecured debt issued by Franz Haniel & Cie.

S&P also raised to 'BBB-p' from 'BB+' its issue ratings on the
exchangeable bond issued by Haniel Finance Deutschland GmbH,
adding a 'p' (principal only) subscript to the rating.

The upgrade primarily reflects management's proven commitment to
sustaining net debt below EUR1 billion.

On April 29, 2016, Haniel's investment portfolio was worth about
EUR6 billion (including the EUR900 million in financial assets
that are entitled to new lines within the portfolio under S&P's
base-case scenario), which favorably compares to the company's
gross debt of EUR1.2 billion and cash and equivalents of EUR200
million as of March 31, 2016.  As a consequence, S&P thinks that
the company's loan-to-value ratio will remain well below S&P's
30% threshold for the intermediate financial risk profile
category as LTV currently stands at about 17%.  S&P incorporates
such substantial headroom under our positive comparable rating
analysis modifier.  S&P perceives the company's management as
conservative, which further underpins S&P's expectation that
Haniel will preserve LTV within the 15%-20% range once management
of the portfolio is at full capacity.

The upgrade also encompasses S&P's assessment of Haniel's very
prudent approach in its selection of operating assets.  S&P
thinks that the reshaping of the portfolio remains at an early
stage, which means that capital redeployment is taking longer
than S&P initially anticipated.

S&P acknowledges management's efforts to lessen the portfolio's
exposure to Metro AG, as shown by the accelerated book-building
on 16.3 million of ordinary shares, following which the holding's
stake had reduced to 25% from 30.01%.  Haniel's concurrent
issuance of EUR500 million exchangeable bonds covering a 4% stake
indicated the likelihood of an orderly exit over a five-year
period.  Haniel also benefited from its acquisition of Belgium-
based mattress fabrics specialist BekaertDeslee Textiles.

In addition, the contemplated demerger of Metro AG into two
independent groups, which Haniel fully supports, will potentially
provide some diversification benefits and most likely enhance
Haniel's portfolio liquidity because each business (Wholesale and
Food Specialist and Consumer Electronics) will be listed on a
stand-alone basis.

S&P has not revised its assessment of the portfolio's
characteristics because S&P thinks that Haniel will cautiously
manage its EUR1.2 billion spending power over the next 24 months,
in line with management's recent track record of prudent asset
rotation.

The Metro AG transaction, which is expected to close by mid-2017
at the earliest, contains some execution risks.  Some
uncertainties remain regarding the creditworthiness of these
assets once they have been separated, and thus what the impact
will be on the portfolio's average credit profile.  Furthermore,
given the relative small size of the portfolio (the estimated
market value of EUR6 billion as of April 29, 2016, makes the
company's portfolio one of the smallest of rated investment
holding companies) the three incumbent assets (the two Metro legs
and CWS-boco) would most likely constitute more than 50% of the
total portfolio.

In S&P's base case, it assumes:

   -- Prudent reinvestment of the current cash that contributes
      to rating headroom;

   -- Redeployment of low-risk, liquid assets with minimal
      principal risks toward unlisted operating holdings;

   -- Income from portfolio subsidiaries maintained at about
      EUR140 million-EUR150 million, as the mechanical reduction
      in Metro's contribution will be offset by the first
      dividends from Bekaert, which performed better than
      expected in the second half of 2015; and

   -- No one-off return to the Haniel family, but rather a return
      to normalized dividends of about EUR60 million annually.

Based on these assumptions, S&P arrives at these credit measures:

   -- S&P's total coverage ratio should return to the same level
      as the group's historical figure of 1x in 2016.

   -- The LTV ratio should remain in the area of 15%-20%, well
      below S&P's 30% threshold for the rating.

The stable outlook reflects S&P's view that Haniel will continue
to enjoy leeway under S&P's 30% LTV ratio threshold over the next
12-18 months, while the funds Haniel has allocated to low-risk,
liquid financial assets are redeployed toward new assets.  S&P's
base-case scenario also assumes the contemplated demerger at
Metro could potentially provide some diversification benefits,
although the three largest assets will most likely continue to
account for more than 50% of the portfolio.

In considering an upgrade, S&P would look for material
diversification in the portfolio through new investments, with no
material deviation of the LTV ratio from the level S&P considers
commensurate with an intermediate financial risk profile, and no
change in the portfolio's key characteristics.

Although unlikely at this stage, given the group's stated policy
of sustaining debt at the holding level below EUR1 billion, S&P
considers that the rating could come under pressure if the group
showed an appetite for aggressive, debt-funded acquisitions that
resulted in an LTV ratio above 30%.  The rating could also come
under pressure if the company integrated new operating assets
that caused its LTV ratio to rise above S&P's expectations of 15-
20% without necessarily improving the portfolio key
characteristics.


PAYMILL: Opts to File for Preliminary Insolvency
------------------------------------------------
Ecommerce News reports that Paymill made the decision to go for a
preliminary insolvency in self-administration.

With this decision, the company hopes to bring the merger and
acquisition negotiations to a successful result, Ecommerce News
discloses.

According to Ecommerce News, Mark Henkel, co-founder and CEO of
Paymill, said the management team decided to go for a preliminary
insolvency so it could help change the company's ownership.

"As an aspect of strategic management, mergers and acquisitions
can allow enterprises to grow, change the nature of their
business or improve their competitive position", Ecommerce News
quotes Mr. Henkel as saying.

Paymill is a German online payment provider.  It currently
employs about 60 people.


S-CORE 2007-1: Fitch Cuts Ratings on 3 Note Classes to Dsf
----------------------------------------------------------
Fitch Ratings has downgraded S-Core 2007-1 GmbH's class C, D and
E notes and subsequently withdrawn the ratings, as:

  EUR5.3 mil. class C secured notes (ISIN: XS0312779068):
   downgraded to 'Dsf' from 'Csf'; withdrawn

  EUR12.4 mil. class D secured notes (ISIN: XS0312779142):
   downgraded to 'Dsf' from 'Csf'; withdrawn

  EUR19.7 mil. class E secured notes (ISIN: XS0312779225):
   downgraded to 'Dsf' from 'Csf'; withdrawn

The transaction is a cash securitization of certificates of
indebtedness (Schuldscheindarlehen) to German SMEs originated and
serviced by Deutsche Bank AG (A-/Stable/F1).

                        KEY RATING DRIVERS

The transaction reached final maturity on April 25, 2016.  The
outstanding principal amounts and unpaid interest on the class C,
D and E notes were not paid in full due to the number of defaults
that occurred in the portfolio since closing in August 2007.  The
agency has downgraded the notes to 'Dsf' and withdrawn the
ratings.  Fitch will no longer provide ratings or analytical
coverage of the issuer.

RATING SENSITIVITIES
Not applicable

DUE DILIGENCE USAGE
No third party due diligence was provided or reviewed in relation
to this rating action.

DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pool and the transaction.  There were no findings that were
material to this analysis.  Fitch has not reviewed the results of
any third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

Fitch did not undertake a review of the information provided
about the underlying asset pool ahead of the transaction's
initial closing.  The subsequent performance of the transaction
over the years is consistent with the agency's expectations given
the operating environment and Fitch is therefore satisfied that
the asset pool information relied upon for its initial rating
analysis was adequately reliable.

Overall Fitch's assessment of the information relied upon for the
agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.


SCHAEFFLER AG: S&P Raises Corporate Credit Rating to 'BB'
---------------------------------------------------------
Standard & Poor's Ratings Services raised to 'BB' from 'BB-' its
long-term corporate credit ratings on Schaeffler AG, Schaeffler
Verwaltung Zwei GmbH, and Schaeffler Holding Finance B.V., all
members of the Germany-based group Schaeffler, which manufactures
automotive components and systems, and industrial bearings.

At the same time, S&P raised the issue ratings on Schaeffler AG's
senior secured debt facilities to 'BB' from 'BB-', in line with
the rating action on the corporate credit rating.  The recovery
rating on these debt instruments is '3', reflecting S&P's
expectation of meaningful (50%-70%) recovery, in the higher half
of the range, in the event of a payment default.

S&P also raised to 'B+' from 'B' the issue ratings on the EUR500
million 3.25% senior unsecured notes due 2019 issued by
Schaeffler Finance B.V., and on the junior payment-in-kind (PIK)
debt instruments issued by Schaeffler Holding Finance B.V.  The
recovery rating on these debt instruments is '6', reflecting
S&P's expectation of negligible (0%-10%) recovery in the event of
a payment default.

The upgrade follows Schaeffler's announcement that it will use
about EUR1.4 billion for the partial redemption of Schaeffler
Holding Finance B.V.'s bonds on May 13, 2016.  Schaeffler
Verwaltungs GmbH generated proceeds of about EUR1.24 billion from
the sale of 94.4 million nonvoting common shares in Schaeffler
AG, its main operating company.  The shares were sold to
institutional investors, which increased Schaeffler AG's free
float to 25% from 11%.  After the transaction, Schaeffler
Verwaltungs GmbH holds indirectly a 75% capital stake in
Schaeffler AG, but keeps 100% voting rights.

The transaction will further reduce the adjusted debt burden for
the group.  Specifically, S&P anticipates that the group's
adjusted FFO to debt will now be in the 15%-20% range at year-end
2016 at the combined operating and holding level, compared with
about 15% at year-end 2015.

S&P continues to apply its group rating methodology to Schaeffler
AG.  S&P equalizes its corporate credit rating on Schaeffler AG
with S&P's group credit profile (GCP) on the Schaeffler group.
S&P's group credit ratio calculations are based on consolidated
Schaeffler AG accounts and include financial information at the
holding company level.

The stable outlook reflects S&P's opinion that Schaeffler group
will maintain strong operating performance in 2016, including an
adjusted EBITDA margin of approximately 18%.  S&P views adjusted
FFO to debt of 15%-20% and debt to EBITDA below 4.0x as being in
line with S&P's 'BB' rating.  This is at group level, including
holding company debt.

S&P would likely lower the rating if Schaeffler group
meaningfully underperformed S&P's base-case expectations.  This
scenario could unfold as a result of a significant slowdown in
emerging countries as well as developed economies, or if the
group experienced pronounced cuts in orders from some of its
larger customers.

S&P could raise the rating if Schaeffler group further reduced
debt and strengthened its free operating cash flow generation.
This could occur if the group's credit profile strengthened, with
FFO to debt staying constantly well above 20% and debt to EBITDA
below 3.0x.



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INTRALOT SA: S&P Revises Outlook to Stable & Affirms B CCR
----------------------------------------------------------
Standard & Poor's Ratings Services said that it revised to stable
from negative its outlook on Greece-based gaming company Intralot
S.A. and affirmed its 'B' corporate credit rating on the company.

S&P also affirmed its 'B' issue ratings on Intralot's senior
unsecured notes issued by Intralot Capital Luxembourg S.A. and
Intralot Finance Luxembourg S.A.

The outlook revision reflects S&P's assessment that the group's
operating underperformance in 2014 and the first half of 2015
stabilized in the second half of 2015.  Additionally, S&P
believes that Intralot is on course for meaningful improvement
during 2016 due to better conditions in key markets and strategic
initiatives aimed at shifting toward the higher margin technology
business.

In the 12 months to Dec. 31, 2015, Intralot reported a 1%
increase in EBITDA that masked an underlying 13.6% improvement on
a like-for-like basis, which was mostly offset by currency
effects.  The underlying improvement was most pronounced in the
fourth quarter, when underlying EBITDA increased by 8% and
reported free operating cash flow (FOCF) turned positive.  The
performance was supported by a number of contract wins, including
in important and mature markets such as the U.S. and the
Netherlands.  The group's EBITDA margin on a gross revenue basis,
which fell markedly in 2014 and the first half of 2015,
stabilized in the second half of 2015 and finished the year in
line with S&P's expectations, at 9.3%.

Looking ahead, S&P anticipates a significant improvement in group
margins in 2016, boosted firstly by Intralot's alliance with
Gamenet SpA in Italy, Europe's largest gaming market, which will
take effect in June 2016.  The alliance will increase Intralot's
margins by giving it a 20% stake in a more profitable combined
business, relative to its stand-alone activity, which lacked
economies of scale.

Intralot has announced a shift in strategy toward increasing its
established, relatively asset-light technology business, which
offers platforms for sports betting and lottery systems, and
software for gaming machines globally.  This business segment
offers higher margins than customized technology contracts, with
higher barriers to entry and better cash flow generation.  In
addition, Intralot plans to expand its local partnership network
to accelerate growth and enhance the sharing of risk and capital
expenditure (capex).  If implementation of this strategy is
successful, S&P anticipates that Intralot's credit metrics could
sustainably improve over time.

Intralot's business risk profile continues to be supported by its
position as a major supplier of integrated gaming systems and
services, and its role as a game manager on behalf of third
parties, including state-owned operators.  The contract-based
nature of Intralot's business offers some medium-term visibility
on its revenues.  The company has largely maintained and gained
gaming contracts, which fosters rapid growth, particularly in
deregulating markets.  S&P believes Intralot's business risk
profile is constrained, however, by its pronounced exposure to
emerging markets, as well as to different regulatory and tax
systems.  Another constraint is the company's lack of scale in
large and relatively predictable gaming and lottery markets such
as the U.S. and some Western European markets.

S&P's assessment of Intralot's financial risk profile as
aggressive reflects credit metrics that are largely in the
significant category.  S&P adjusts its assessment downward by one
category due to its opinion that not all of the cash flows are
available to service debt.  This is because some of the cash
ultimately belongs to significant minority interests in some of
Intralot's subsidiaries.

S&P's assessment of Intralot's financial risk profile is also
based on the company's exposure to foreign exchange risk and its
weak discretionary cash flow generation (DCF).  S&P considers
these to be a true measure of free cash flow for Intralot, as DCF
is measured after deducting significant dividends paid to
minority interests at the subsidiary level.

In S&P's base case, it assumes:

   -- A recovery in the adjusted EBITDA margin to about 11% in
      2016 and about 14% in 2017 as a result of the alliance in
      Gamenet in Italy, cost reduction initiatives, and increased
      sales in the technology business.

   -- A reduction in interest costs from 2016 as a result of the
      upcoming debt refinancing.

   -- Capex of about EUR60 million in 2016 and about EUR75
      million in 2017.

   -- Dividends to minority interest of about EUR50 million in
      2016 and about EUR60 million in 2017.

Based on these assumptions, S&P arrives at these credit measures:

   -- Adjusted debt-to-EBITDA of about 3.0x in 2016 and 2017 on a
      fully consolidated basis (or about 4.7x on a proportionally
      consolidated basis).

   -- Adjusted EBITDA interest cover of about 3.0x in 2016 and
      about 4.0x in 2017 on a fully consolidated basis (or about
      2.0x and 2.5x, respectively, on a proportionally
      consolidated basis).

   -- Adjusted DCF to debt of below 2% in 2016 and 2017 on a
      fully consolidated basis.

The stable outlook reflects S&P's view that Intralot's strategic
initiatives in Italy and the U.S. will support meaningful
improvement in the EBITDA margin over the next two years,
enabling the group to maintain adjusted debt to EBITDA of below
3.5x, and adjusted EBITDA interest coverage of about 3x-4x, on a
fully consolidated basis (or less than 5x and about 2x-3x,
respectively, on a proportionally consolidated basis).

S&P would consider raising the ratings if Intralot's business
risk profile was to materially strengthen, for example if the
company was to meaningfully reduce its exposure to emerging
markets.

S&P could also upgrade Intralot if the company generates
sustainably positive DCF (meaning FOCF after paying dividends to
minority interest partners), resulting in adjusted DCF to debt
improving to more 2% on a sustainable basis.  Any upgrade would
be contingent on Intralot maintaining an adequate liquidity
position, including adequate covenant headroom.

S&P would consider lowering the ratings if Intralot's operating
performance falls materially short of S&P's current expectations,
resulting in adjusted debt to EBITDA rising toward 3.5x or EBITDA
interest coverage falling below 3x on a fully consolidated basis
(or above 5x or below 2x, respectively, on a proportionally
consolidated basis).



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WINDMILL CLO I: S&P Raises Rating on Class E Notes to BB+
---------------------------------------------------------
Standard & Poor's Ratings Services raised its credit ratings on
Windmill CLO I Ltd.'s class B, C, and E notes.  At the same time,
S&P has affirmed its ratings on the class A-1R, A-1T, A-2A, and
A-2B notes.

The rating actions follow S&P's analysis of the transaction's
performance and the application of its relevant criteria.

Since S&P's previous review on Aug. 22, 2014, the class A-1 and
A-1T notes have amortized significantly.  Taking into account the
notes' amortization and the evolution of the total collateral
amount, overcollateralization has increased for all the rated
classes of notes since S&P's previous review.

S&P subjected the capital structure to its cash flow analysis to
determine the break-even default rate (BDR) for each class of
notes at each rating level.  The BDRs represent S&P's estimate of
the level of asset defaults that the notes can withstand and
still fully pay interest and principal to the noteholders.

S&P has estimated future defaults in the portfolio in each rating
scenario by applying its updated corporate collateralized debt
obligation (CDO) criteria.

S&P's analysis shows that the available credit enhancement for
the class B, C, and E notes is now commensurate with higher
ratings than those previously assigned.  Therefore, S&P has
raised its ratings on these classes of notes.  In addition, S&P
believes that the available credit enhancement for the class A-
1R, A-1T, A-2A, and A-2B notes remains commensurate with
currently assigned ratings, and S&P has therefore affirmed its
'AAA (sf)' ratings on these classes of notes.

None of the ratings were capped by the application of S&P's
largest obligor test or S&P's largest industry test--two
supplemental stress tests that S&P outlines in its corporate CDO
criteria.

Windmill CLO I is a cash flow collateralized loan obligation
(CLO) transaction managed by 3i Debt Management Investors Ltd.  A
portfolio of loans to U.S. and European speculative-grade
corporates backs the transaction.  The transaction closed in
October 2007 and the reinvestment period ended in December 2014.

RATINGS LIST

Class              Rating
          To                  From

Windmill CLO I Ltd.
EUR600 Million Fixed- Floating-Rate Notes And Subordinated Notes

Ratings Raised

B         AA+ (sf)            AA- (sf)
C         A+ (sf)             A- (sf)
E         BB+ (sf)            BB- (sf)

Ratings Affirmed

A-1R      AAA (sf)
A-1T      AAA (sf)
A-2A      AAA (sf)
A-2B      AAA (sf)



=====================
N E T H E R L A N D S
=====================


E-MAC NL 2005-I: S&P Affirms CCC Rating on Class E Notes
--------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions in E-MAC NL 2005-I B.V.

Specifically, S&P has:

   -- Placed on CreditWatch positive its 'A+ (sf)' ratings on the
      class A and B notes;

   -- Raised to 'A+ (sf)' from 'A (sf)' and placed on CreditWatch
      positive its rating on the class C notes;

   -- Raised to 'BBB+ (sf)' from 'BBB- (sf)' its rating on the
      class D notes; and

   -- Affirmed its 'CCC (sf)' rating on the class E notes.

Upon publishing S&P's updated criteria for Dutch residential
mortgage-backed securities (Dutch RMBS criteria), S&P placed
those ratings that could potentially be affected "under criteria
observation".

Following S&P's review of this transaction, its ratings that
could potentially be affected by the criteria are no longer under
criteria observation.

The rating actions follow S&P's credit and cash flow analysis of
the transaction and the application of its Dutch RMBS criteria.

In S&P's opinion, the current outlook for the Dutch residential
mortgage and real estate market is benign.  The generally
favorable economic conditions support S&P's view that the
performance of Dutch RMBS collateral pools will remain stable in
2016.  Given S&P's outlook on the Dutch economy, it considers the
base-case expected losses of 0.5% at the 'B' rating level for an
archetypical pool of Dutch mortgage loans, and the other
assumptions in our Dutch RMBS criteria, to be appropriate.

The portfolio's collateral performance has worsened since S&P's
January 2014 review.  Total arrears in the pool have increased
marginally to 3.25% from 1.77% at S&P's previous review and are
above our Dutch RMBS index level of 1.04%.  Cumulative losses
remain low, at 0.51%.  However, the transaction has a fully
funded reserve fund, which has increased since S&P's previous
review due to a delinquency trigger breach.  As a result of the
increased reserve and principal repayments, available credit
enhancement for all classes of notes has increased significantly
since S&P's previous review, offsetting the impact of the poorer
collateral performance.

After applying S&P's Dutch RMBS criteria to this transaction, its
credit analysis results show that the weighted-average
foreclosure frequency (WAFF) has only marginally increased since
S&P's previous review.  At the same time, the weighted-average
loss severity (WALS) has increased for each rating level,
compared with those at S&P's previous review, due to its updated
market value decline adjustments under S&P's updated criteria.

Rating     WAFF      WALS
level       (%)       (%)
AAA       16.64     35.54
AA        12.02     32.25
A          9.30     26.30
BBB        6.66     23.33
BB         4.18     21.36
B          3.33     19.59

The overall effect is an increase in the required credit coverage
for all rating levels.

S&P's revised cash flow analysis is based on the application of
its Dutch RMBS criteria and now assumes an additional late
recession timing at the start of year three, which is affecting
S&P's cash flow results.

Taking this into account, S&P considers the increased available
credit enhancement for the class A, B, and C notes to be
sufficient to withstand the expected loss at higher rating levels
than the currently assigned ratings.  However, under S&P's
current counterparty criteria, its ratings on the class A, B, and
C notes are constrained by its long-term issuer credit rating
(ICR) on the swap provider, Citibank N.A. (A/Watch Pos/A-1).  Due
to noncompliance with S&P's current counterparty criteria, the
maximum rating achievable for the class A, B, and C notes is
S&P's long-term ICR plus one notch on Citibank, i.e., 'A+ (sf)'.

On Nov. 2, 2015, S&P placed its ratings on Citibank on
CreditWatch positive.  Due to an error, S&P didn't place its
ratings on the class A and B notes on CreditWatch positive.  S&P
is correcting this error by placing on CreditWatch positive its
ratings on the class A and B notes.  At the same time, S&P has
raised to 'A+ (sf)' from 'A (sf)' and placed on CreditWatch
positive its rating on the class C notes.

It is S&P's view that the available credit enhancement for the
class D notes mitigates higher expected losses than those at the
currently assigned rating level.  S&P has therefore raised to
'BBB+ (sf)' from 'BBB- (sf)' its rating on the class D notes.

The class E notes are not supported by any subordination or the
reserve fund.  The full redemption of the class E notes relies on
the full release of the reserve fund at the end of the
transaction's life, which will follow the full redemption of the
class A to D notes.  S&P previously reported that it considers
that there is a one-in-two chance of a default on the class E
notes in seven of the E-MAC NL transactions.  S&P's view on this
is unchanged and it has therefore affirmed its 'CCC (sf)' rating
on the class E notes.

S&P also considers credit stability in its analysis.  To reflect
moderate stress conditions, S&P adjusted its WAFF assumptions by
assuming additional arrears of 8% for one- and three-year
horizons.  This did not result in S&P's rating deteriorating
below the maximum projected deterioration that it would associate
with each relevant rating level, as outlined in S&P's credit
stability criteria.

E-MAC NL 2005-I is a Dutch RMBS transaction, which closed in
April 2005, and securitizes first-ranking mortgage loans
originated by CMIS Nederland (previously GMAC-RFC Nederland).

RATINGS LIST

Class     Rating                Rating
          To                    From

E-MAC NL 2005-I B.V.
EUR502.5 Million Mortgage-Backed Floating-Rate Notes

Ratings Placed On CreditWatch Positive

A         A+ (sf)/Watch Pos     A+ (sf)
B         A+ (sf)/Watch Pos     A+ (sf)

Rating Raised And Placed On CreditWatch Positive

C         A+ (sf)/Watch Pos     A (sf)

Rating Raised

D         BBB+ (sf)             BBB- (sf)

Rating Affirmed

E         CCC (sf)



===========
R U S S I A
===========


BANK MBFI: Placed Under Provisional Administration
---------------------------------------------------
The Bank of Russia, by its Order No. OD-1364, dated April 27,
2016, revoked the banking license of Moscow-based credit
institution Open Joint-Stock Company International Bank Of
Finance and Investments (OJSC Bank MBFI) from April 27, 2016.

The Bank of Russia took such an extreme measure -- revocation of
the banking license -- because of the credit institution's
failure to comply with federal banking laws and Bank of Russia
regulations, due to the application of measures envisaged by the
Federal Law "On the Central Bank of the Russian Federation (Bank
of Russia)", considering a real threat to the creditors' and
depositors' interests.

OJSC BANK MBFI implemented high-risk lending policy and did not
create loan loss provisions adequate to the risks assumed.
Moreover, the credit institution was involved in dubious transit
operations.  The management and owners of the credit institution
did not take effective measures to normalize its activities.

The Bank of Russia, by its Order No. OD-1365, dated April 27,
2016, has appointed a provisional administration to OJSC BANK
MBFI for the period until the appointment of a receiver pursuant
to the Federal Law "On Insolvency (Bankruptcy)" or a liquidator
under Article 23.1 of the Federal Law "On Banks and Banking
Activities".  In accordance with federal laws, the powers of the
credit institution's executive bodies are suspended.

OJSC BANK MBFI is a member of the deposit insurance system.  The
revocation of the banking license is an insured event as
stipulated by Federal Law No. 177-FZ "On the Insurance of
Household Deposits with Russian Banks" in respect of the bank's
retail deposit obligations, as defined by law.  The said Federal
Law provides for the payment of indemnities to the bank's
depositors, including individual entrepreneurs, in the amount of
100% of the balance of funds but no more than a total of 1.4
million rubles per one depositor.

According to the financial statements, as of April 1, 2016, OJSC
BANK MBFI ranked 567th by assets in the Russian banking system.


BANK SOVETSKY: DIA Ends Provisional Administration Functions
------------------------------------------------------------
Due to the termination by the state corporation Deposit Insurance
Agency of its functions of the provisional administration of the
JSC Bank Sovetsky, the Bank of Russia took a decision (Order No.
OD-1336, dated April 24, 2016) to terminate from April 24, 2016,
the functions of the provisional administration of Bank Sovetsky
the state corporation Deposit Insurance Agency performs under
Bank of Russia Order No. OD-2888, dated October 23, 2015, "On
Appointing the State Corporation Deposit Insurance Agency to
Perform the Functions of the Provisional Administration of the
Saint Petersburg-based Closed Joint-stock Company Bank Sovetsky
or CJSC Bank Sovetsky".



=========
S P A I N
=========


CAIXA PENEDES 1: S&P Lowers Rating on Class C Notes to B-
----------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions on all classes of notes in CAIXA PENEDES 1 TDA Fondo de
Titulizacion de Activos and CAIXA PENEDES 2 TDA, Fondo de
Titulizacion de Activos.

Specifically, S&P has:

   -- Lowered and removed from CreditWatch negative its ratings
      on Caixa Penedes 1's class A, B, and C notes, and Caixa
      Penedes 2's class A and B notes; and

   -- Affirmed and removed from CreditWatch negative its rating
      on Caixa Penedes 2's class C notes.

On Jan. 28, 2016, S&P placed on CreditWatch negative its ratings
on all classes of notes in CAIXA PENEDES 1 and CAIXA PENEDES 2
following information that S&P received from Titulizacion de
Activos S.G.F.T., the trustee for both transactions, regarding
incorrect reporting in the transaction reports since 2013.  When
the Indice de Referencia de Prestamos Hipotecarios de Cajas de
Ahorro (IRPH Cajas) was withdrawn in 2013, loans could switch to
either a fixed rate of interest, Euro Interbank Offered Rate
(EURIBOR), or Indice de Referencia de Prestamos Hipotecarios del
Conjunto de Entidades (IRPH entidades).

In the case of Caixa Penedes 1 and Caixa Penedes 2's pools, most
of the loans linked to the IRPH Cajas switched to paying a fixed
rate of interest.  However, for both transactions, the trustee
reported that these loans were still paying a floating rate of
interest.  In CAIXA PENEDES 1, 40% of the total pool and in Caixa
Penedes 2, 34% of the total pool is affected by this misstatement
of interest type.

The trustee has provided further feedback on this information and
corrected the previous information.  With this corrected
information, S&P has reviewed the transactions and resolved the
CreditWatch placements.  The rating actions follow S&P's credit
and cash flow analysis of the most recent transaction information
that S&P has received as of January 2016.  S&P's analysis
reflects the application of its criteria for rating Spanish
residential mortgage-backed securities (RMBS criteria) and S&P's
criteria for rating single-jurisdiction securitizations above the
sovereign foreign currency rating (RAS criteria).

Under S&P's RAS criteria, it applied a hypothetical sovereign
default stress test to determine whether a tranche has sufficient
credit and structural support to withstand a sovereign default
and so repay timely interest and principal by legal final
maturity.

S&P's RAS criteria designate the country risk sensitivity for
RMBS as moderate.  Under S&P's RAS criteria, these transactions'
notes can therefore be rated four notches above the sovereign
rating, if they have sufficient credit enhancement to pass a
minimum of a severe stress.  However, as all six of the
conditions in paragraph 44 of the RAS criteria are met, S&P can
assign ratings in these transactions up to a maximum of six
notches (two additional notches of uplift) above the sovereign
rating, subject to credit enhancement being sufficient to pass an
extreme stress.

As S&P's foreign currency long-term sovereign rating on the
Kingdom of Spain is 'BBB+', S&P's RAS criteria cap at 'AA+ (sf)'
the maximum potential rating in these transactions for the class
A notes.  The maximum potential rating for all other classes of
notes in both transactions is 'AA- (sf)'.

Both transactions benefit from swaps that were introduced into
the structure to hedge the original basis risk.  With significant
portions of the portfolios now paying fixed interest rates and
not floating rates anymore, the mismatch between the assets and
liabilities is now higher than what S&P previously assumed.  As
S&P expected in its Jan. 18, 2016 review, the basis swaps in both
transactions cannot mitigate the interest risk that the
transactions are currently exposed to in S&P's high interest rate
scenarios.  Consequently, when performing S&P's updated analyses
for these transactions, it has seen a negative effect on the
ratings, especially in interest rate up scenarios.

The interest rate and basis swaps for both transactions do not
satisfy S&P's current counterparty criteria, so it gave no
benefit to the swaps in its analysis at rating levels above S&P's
long-term issuer credit rating on JPMorgan Chase Bank N.A., as
the swap counterparty, plus one notch.  S&P has therefore
performed its credit and cash flow analysis without giving
benefit to the swap provider at rating levels above 'AA-', to
determine if the notes could achieve a higher rating when giving
no benefit to the swap provider.

The available credit enhancement for Caixa Penedes 1 and Caixa
Penedes 2 has remained stable since S&P's Jan. 21, 2015 review.

Both transactions feature amortizing reserve funds, which
currently represent 2.0% and 4.4% of Caixa Penedes 1's and Caixa
Penedes 2's outstanding balance of the notes, respectively.  The
cash reserves are at their target amounts for both transactions
and started to amortize three years after closing.

Both transactions have a combined interest and principal priority
of payments with deferral triggers based on cumulative gross
defaults.  If the transactions breach their triggers (4.90% and
5.00% for the class C notes in CAIXA PENEDES 1 and CAIXA PENEDES
2, respectively), they will divert interest on the subordinated
notes to amortize the senior notes' principal.  In S&P's view,
both transactions are unlikely to breach their triggers in the
near future.

Severe delinquencies of more than 90 days at 0.46% and 0.40% for
CAIXA PENEDES 1 and CAIXA PENEDES 2, respectively, are on average
lower for this transaction than S&P's Spanish RMBS index.

Defaults are defined as mortgage loans in arrears for more than
12 months in these transactions.  Cumulative defaults for CAIXA
PENEDES 1 and CAIXA PENEDES 2 have increased in one year to 3.10%
from 2.65% and to 2.10% from 1.88%, respectively, and are lower
than in other Spanish RMBS transactions that S&P rates.  S&P
expects cumulative defaults to continue to increase, as long-term
delinquencies roll into defaults.  Prepayment levels remain low
and the transaction is unlikely to pay down significantly in the
near term, in S&P's opinion.

Following the application of S&P's RAS criteria and its RMBS
criteria, it has determined that its assigned rating on each
class of notes in this transaction should be the lower of (i) the
rating as capped by S&P's RAS criteria and (ii) the rating that
the class of notes can attain under S&P's RMBS criteria.  In both
transactions, the ratings on the class A notes are constrained by
the rating on the sovereign.

The class A notes in both transactions do not meet all of the
conditions under S&P's RAS criteria to permit a six-notch uplift
from its long-term sovereign rating on Spain.  Although S&P's
credit and cash flow results indicate that the available credit
enhancement for CAIXA PENEDES 1's and CAIXA PENEDES 2's class A
notes is commensurate with a higher rating, the tranches do not
pass S&P's cash flow stresses under S&P's RAS criteria.  S&P's
RAS criteria therefore constrain its ratings on the class A notes
at the level of the foreign currency long-term sovereign rating
on Spain, which is 'BBB+'.  S&P has therefore lowered to 'BBB+
(sf)' from 'AA (sf)' and removed from CreditWatch negative its
ratings on the class A notes in both transactions.

In both transactions, the pro rata conditions are currently met
and the notes are therefore repaying pro rata.  S&P has therefore
also tested the cash flow outcomes under these conditions by
applying delayed recession timing and commingling loss.  S&P's
cash flow analysis results indicate that these delayed
assumptions are less beneficial for all classes of notes, as the
notes would only withstand these stresses at lower rating levels.

Following the application of S&P's RMBS criteria, and after it
applied its delayed recession timing and commingling loss, CAIXA
PENEDES 1's class B' cash flow results indicate that they can
only withstand S&P's stresses at a 'B+' rating level.
Consequently, S&P has lowered to 'B+ (sf)' from 'BBB+ (sf)' and
removed from CreditWatch negative its rating on CAIXA PENEDES 1's
class B notes.

Taking into account the results of S&P's credit and cash flow
analysis, it do not consider the available credit enhancement for
CAIXA PENEDES 1's class C notes to be commensurate with S&P's
currently assigned rating.  S&P has therefore lowered to 'B-
(sf)' from 'B (sf)' and removed from CreditWatch negative its
rating on CAIXA PENEDES 1's class C notes.  Although S&P
considers these notes to be vulnerable to ultimate principal
nonpayments (at legal maturity), S&P does not expect this to
happen in the short term.

CAIXA PENEDES 2's class B notes' cash flow results indicate that
they can only withstand S&P's stresses at a 'BBB+' rating level.
Consequently, S&P has lowered 'BBB+ (sf)' from 'A+ (sf)' and
removed from CreditWatch negative its ratings on CAIXA PENEDES
2's class B notes.

CAIXA PENEDES 2's class C notes' cash flow results indicate that
they can only withstand S&P's stresses at a 'BB-' rating level.
Consequently, S&P has affirmed and removed from CreditWatch
negative its 'BB- (sf)' rating on CAIXA PENEDES 2's class C
notes.

S&P also considers credit stability in its analysis.  To reflect
moderate stress conditions, S&P adjusted its weighted-average
foreclosure frequency (WAFF) assumptions by assuming additional
arrears of 8% for one- and three-year horizons.  This did not
result in S&P's rating deteriorating below the maximum projected
deterioration that it would associate with each relevant rating
level, as outlined in S&P's credit stability criteria.

CAIXA PENEDES 1 and CAIXA PENEDES 2 are Spanish RMBS
transactions, which closed in October 2006 and September 2007,
respectively, and securitize first-ranking mortgage loans.  Caixa
d'Estalvis del Penedes, now merged with Banco de Sabadell S.A.,
originated the pools, which comprise loans granted to Spanish
residents, mainly located in Catalonia.

RATINGS LIST

Class               Rating
            To                From

CAIXA PENEDES 1 TDA Fondo de Titulizacion de Activos
EUR1 Billion Mortgage-Backed Floating-Rate Notes

Ratings Lowered And Removed From CreditWatch Negative

A            BBB+ (sf)        AA (sf)/Watch Neg
B            B+ (sf)          BBB+ (sf)/Watch Neg
C            B- (sf)          B (sf)/Watch Neg

CAIXA PENEDES 2 TDA, Fondo de Titulizacion de Activos
EUR750 Million Mortgage-Backed Floating-Rate Notes

Ratings Lowered And Removed From CreditWatch Negative

A            BBB+ (sf)        AA (sf)/Watch Neg
B            BBB+ (sf)        A+ (sf)/Watch Neg

Rating Affirmed And Removed From CreditWatch Negative

C            BB- (sf)         BB- (sf)/Watch Neg


ISOLUX CORSAN: Fitch Lowers IDR to CC & Lifts Watch Negative
------------------------------------------------------------
Fitch Ratings has downgraded Spanish engineering and construction
(E&C) group Grupo Isolux Corsan, S.A.'s Long-term Issuer Default
Rating and senior unsecured debt rating to 'CC' from 'B-'.  All
ratings have been removed from Rating Watch Negative (RWN).

                     KEY RATING DRIVERS

The downgrades reflect the increased possibility of a debt
restructuring for Isolux in the near term, following the
company's recent announcement that it has engaged Rothschild and
Houlihan Lokey to conduct an analysis and adaptation of its
financial structure.  The company now expects to publish its 2015
results on May 13.

                    RATING SENSITIVITIES

Negative: Future developments that could lead to a downgrade
include:

   -- Imminent or inevitable default

Positive: Future developments that could lead to positive rating
action:

   -- Evidence that Isolux can avoid a distressed debt exchange
      and have a sustainable capital structure

                             LIQUIDITY

Liquidity is tight and the company is in a normal period of
working-capital cash outflows.  Assets disposal would support
debt reduction plans.

FULL LIST OF RATING ACTIONS

Grupo Isolux Corsan, S.A.

   -- Long-term IDR downgraded to 'CC' from 'B-'; off RWN
   -- Senior unsecured debt rating downgraded to 'CC'/'RR4' from
      'B-'/'RR4'; off RWN
   -- Short-term IDR downgraded to 'C' from 'B'; off RWN

Grupo Isolux Corsan Finance, B.V.

   -- Senior unsecured debt rating downgraded to 'CC'/'RR4' from
      'B-'/'RR4'; off RWN


ISOLUX CORSAN: S&P Lowers CCR to CCC-, Outlook Negative
-------------------------------------------------------
Standard & Poor's Ratings Services said it has lowered its long-
term corporate credit rating on Spain-based engineering and
construction company Isolux Corsan S.A. to 'CCC-' from 'B-'.  The
outlook is negative.

At the same time, S&P lowered to 'C' from 'B' its short-term
corporate credit rating on the company.

S&P also lowered its issue rating on the company's EUR850 million
senior unsecured notes to 'CCC-' from 'B-'.  The recovery rating
on this debt instrument is unchanged at '4', indicating S&P's
expectation of average (30%-50%; lower end of the range) recovery
in the event of a payment default.

The downgrade comes as Isolux's weak operational cash flows
continue to come under heavy pressure from a high cash interest
burden.  This results in very little cash available to repay
short-term debt maturities and to fund capex and potentially
sizable working capital swings.

S&P continues to see a material deficit of liquidity sources over
uses over the next 12 months.  S&P considers it likely that
Isolux will default, or restructure in some form that is
tantamount to default, within the next six months without an
unforeseen positive development.  Potential scenarios could
include, but are not limited to, a near-term liquidity crisis,
violation of financial covenants, or a distressed exchange or
redemption offer within the next six months.

Isolux has just announced to the market that it has appointed
advisors to review its financial structure and has also suggested
that its bond holders appoint a common spokesperson.

S&P notes that Isolux continues to progress the closing of the
sale of U.S. transmission line WETT's assets to PSP Investments,
and has recently paid a EUR28 million coupon on its EUR850
million notes scheduled for April 2015.  This indicates that, to
the best of our knowledge, Isolux has continued to progress its
asset disposal strategy and meet financial obligations and
maturities as they have come due.

The negative outlook reflects S&P's view of the high likelihood
of a restructuring or default over the next six months.  Isolux's
liquidity remains extremely tight due to very low cash
generation, high short-term debt, and sizable working capital
swings.  The company will also have to continue to dispose of
assets in order to bolster liquidity.

S&P would be likely to lower the ratings if the group executed a
restructuring transaction that was tantamount to a default, if
the group exhausted its liquidity, or if the company were deemed
to be insolvent.

A positive rating action is highly unlikely given the level of
prevailing uncertainty, but would require the group to
significantly improve its liquidity without materially impairing
repayments to its existing lenders through a debt restructuring.



===========================
U N I T E D   K I N G D O M
============================


BHS GROUP: Gov't Orders Probe Into Ex-Directors After Collapse
--------------------------------------------------------------
James Quinn and Ashley Armstrong at The Daily Telegraph report
that the Government has ordered a full investigation into the
conduct of former directors in relation to the collapse of BHS.

Business Secretary Sajid Javid announced the inquiry in the House
of Commons during regular Business Questions.

The probe, under the Companies Disqualification of Directors Act
1986, is not thought to be focused on any one former director or
owner, but will focus on the evidence.

The investigation, which will be handled by the Insolvency
Service, will look not only at the conduct of the directors at
the point of its insolvency, but also of any individuals who were
previously directors and whether their actions may have caused
detriment to its creditors.

This includes detriment to any employees who are owed money, as
well as the retailer's pension fund.

As reported by the Troubled Company Reporter-Europe on April 26,
2016, Reuters related that BHS was placed into administration on
April 25.  Once a mainstay of the British high street, BHS has
been in decline for years, unable to keep up with demand for fast
fashion, online sales and improved customer services, Reuters
disclosed.  Saddled with over 1 billion pounds of debt, including
the pension deficit, BHS failed to raise the additional funds it
required, particularly from planned asset sales, to meet all its
contractual payments, prompting the administration process,
according to Reuters.

BHS Group is a department store chain.


BHS GROUP: Philip Green Urged to Respond Promptly to Inquiry
------------------------------------------------------------
Lauren Fedor at The Financial Times reports that the chairman of
a parliamentary committee looking into the collapse of BHS has
called on Sir Philip Green to "respond promptly" to its request
to answer questions over the sale and acquisition of the UK
department store that went into administration last month.

"If he is a professional businessman, he will respond promptly,"
Iain Wright, the Labour chairman of the Business, Innovation and
Skills select committee told the FT.

Mr. Wright and Frank Field, the Labour chairman of the Work and
Pensions Select Committee, cosigned a letter to Sir Philip on May
28, inviting the retail magnate to appear before MPs in a two-
pronged parliamentary probe into the BHS, the FT relates.
Neither Mr. Wright nor Mr. Field has received a reply from Sir
Philip or Arcadia Group, the retail empire he built on the back
of his GBP200 million purchase of BHS in 2000, the FT notes.

The entrepreneur sold the department store for GBP1 to Retail
Acquisitions, a consortium of investors, last year, the FT
recounts.  Its demise has left 11,000 jobs across 164 stores at
risk, with the company's pension scheme estimated to have a
GBP571 million deficit assuming the scheme's costs were to be
covered by an insurer, the FT discloses.

If Sir Philip does not reply to the committee's requests, MPs
could formally summon him to appear, the FT says.

The work and pensions committee also said it will invite
Sir Philip's wife, Lady Tina Green who owns his UK interests, the
trustees of the BHS pension scheme, and Dominic Chappell, an
ex-racing driver and former bankrupt who leads Retail
Acquisitions, to give evidence, the FT relays.

The committee has yet to send formal letters to the trustees,
Lady Tina or Mr. Chappell, according to the FT.

As reported by the Troubled Company Reporter-Europe on April 26,
2016, Reuters related that BHS was placed into administration on
April 25.  Once a mainstay of the British high street, BHS has
been in decline for years, unable to keep up with demand for fast
fashion, online sales and improved customer services, Reuters
disclosed.  Saddled with over 1 billion pounds of debt, including
the pension deficit, BHS failed to raise the additional funds it
required, particularly from planned asset sales, to meet all its
contractual payments, prompting the administration process,
according to Reuters.

BHS Group is a department store chain.


FINSBURY SQUARE 2016-1: Fitch Assigns BB Rating to Cl. X Notes
--------------------------------------------------------------
Fitch Ratings has assigned Finsbury Square 2016-1 plc's notes
final ratings, as:

  GBP299,200,000 Class A: 'AAAsf', Outlook Stable
  GBP15,840,000 Class B: 'AAsf', Outlook Stable
  GBP15,840,000 Class C:'Asf', Outlook Stable
  GBP10,560,000 Class D: 'BBBsf', Outlook Stable
  GBP10,560,000 Class E: not rated
  GBP4,400,000 Class X: 'BBsf', Outlook Stable
  GBP7,040,000 Class Z: not rated

This transaction is a securitization of near-prime owner-occupied
and buy-to-let (BTL) mortgages originated by Kensington Mortgage
Company in the UK.  The ratings are based on Fitch's assessment
of the underlying collateral, available credit enhancement (CE),
Kensington's origination and underwriting procedures, and the
transaction's financial and legal structure.

                        KEY RATING DRIVERS

Near-Prime Mortgages
Fitch believes Kensington's underwriting practices are robust and
the lending criteria does not allow for any adverse credit 24
months before application.  Kensington has a manual approach to
underwriting, focusing on borrowers with some form of adverse
credit and/or complex income.

Historical book-level performance data displays robust
performance, although data is limited, especially for BTL
originations.  Fitch assigned default probabilities using the
prime default matrix while applying an upward correction for the
lender adjustment.

Split Owner Occupied and Buy-to-Let Originations
In contrast to recent transactions with Kensington originations
(Gemgarto 2015-1 and 2015-2), the pool consists of a split of
owner occupied (OO) and BTL originations.  The proportion of BTL
originations in the portfolio is 18.5%.

Adverse Credit
The pool has a higher proportion of adverse credit than Gemgarto
2015-1 plc, comparable with that of Gemgarto 2015-2.  The number
of county court judgments (CCJs) in the portfolio is 12.8%, which
is high compared with transactions classified by Fitch as prime.
Fitch has applied an upward adjustment to the default probability
for these characteristics in line with its criteria.

Unrated Originator and Seller
The originator and seller are unrated entities and so may have
limited resources to repurchase mortgages if there is a breach of
the representations and warranties (RW).  This is a risk, but
there are a number of mitigating factors, such as a low
occurrence of previous breaches of the RW, a file review
performed by Fitch and a third-party AUP report provided, which
indicated no adverse findings material to the rating analysis.

                      RATING SENSITIVITIES

Material increases in the frequency of defaults and loss severity
on defaulted receivables that produce losses greater than Fitch's
base case expectations may result in negative rating actions on
the notes.  Fitch's analysis revealed that a 30% increase in the
weighted average foreclosure frequency, along with a 30% decrease
in the weighted average recovery rate, would imply a downgrade of
the class A notes to 'A+sf' from 'AAAsf'.

                       DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relation
to this rating action.

                          DATA ADEQUACY

Kensington provided Fitch with a loan-by-loan data template.  All
relevant fields were provided in the data tape, with the
exception of prior mortgage arrears.  Performance data on
historical static arrears were provided for all loans originated
by Kensington, but the scope of the data was limited due to
rather low origination volumes, especially in 2010-2012, and the
length of available history (Kensington started a new lending
program in 2010).

Kensington has experienced only four sold repossessions since
2009, due to its limited origination history.  When assessing the
relevant assumptions to apply for the quick-sale adjustment (QSA)
Fitch considers the robustness of the initial valuations as the
key driver together with the special servicing arrangements.

The QSA assumptions are based on a comparison between sale price
and an indexed original valuation, so it is important to be clear
that the original valuations obtained were robust and that
sufficient controls and processes were in place to help ensure
the veracity of the valuations received.

In Fitch's view, Kensington has a robust approach to obtaining
property valuations -- with full valuations always required
together with additional desktop valuation checks, and audits
made when the valuations differ substantially.  Fitch's also
considers that the special servicing, which is performed by
Kensington, demonstrates high overall servicing ability.  The
agency has therefore applied QSA assumptions in line with its
standard criteria and has not applied any upward adjustments.

In the last 12 months, Fitch conducted a site visit to
Kensington's offices and conducted a file review to check the
quality of Kensington's originations.  Fitch reviewed the results
of an AUP conducted on the asset portfolio information, which
indicated no adverse findings material to the rating analysis.

Overall, and together with the assumptions referred to above,
Fitch's assessment of the asset pool information relied on for
the agency's rating analysis under its applicable rating
methodologies indicates that it is adequately reliable.

To analyze the credit enhancement levels, Fitch evaluated the
collateral using its default model ResiEMEA.  The agency assessed
the transaction cash flows using default and loss-severity
assumptions under various structural stresses, including
prepayment speeds and interest rate scenarios.


TATA STEEL UK: Liberty Confirms Formal Bid for Assets
-----------------------------------------------------
Belfast Telegraph reports that Liberty House has confirmed it
will put in a formal bid to buy Tata Steel's UK assets.

The commodities trading firm, headed by Sanjeev Gupta, was first
to express an interest after the Indian conglomerate announced
the shock decision to dispose of its loss making UK business,
including the country's biggest steel plant at Port Talbot in
south Wales, Belfast Telegraph relates.

According to Belfast Telegraph, a spokesman said Liberty is
planning to submit a letter of intent to Tata and has put
together an internal transaction team and team of external
advisers to take the bid forward.

A management buyout team is also planning to submit a bid under
the name Excalibur Steel UK Limited, Belfast Telegraph discloses.

Tata has not publicly set a deadline for any deal but has made it
clear it cannot sustain the รบ1 million a day losses indefinitely,
Belfast Telegraph notes.

Tata Steel is the UK's biggest steel company.


THAME AND LONDON: S&P Assigns B- CCR, Outlook Positive
------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B-'
long-term corporate credit rating to U.K.-based Thame and London
Ltd., which owns Travelodge, the leading low-cost hotel operator.
The outlook is positive.

At the same time, S&P assigned its 'B-' issue rating to the
group's GBP360 million senior secured notes, and S&P's 'B+'
rating to the GBP50 million super-senior revolving credit
facility (RCF). The recovery rating on the notes of '3' reflects
S&P's expectation of recovery in the higher half of the 30%-50%
range.  The recovery rating on the RCF of '1' reflects the
facility's super senior ranking.

S&P's ratings on Thame and London Ltd. reflect S&P's assessment
that the group lies at the high end of the weak business risk
profile category, while its financial risk profile is highly
leveraged.

Thame and London's brand, Travelodge, is the U.K.'s largest
independent hotel brand with more than 500 hotels serving 18
million business and leisure customers every year.  The recent
completion of a GBP100 million investment program to refurbish
all rooms to the same standard has, in combination with
supportive market conditions, resulted in strong revenue per
available room (RevPAR) and EBITDA growth since 2013.  As a
result of these factors, reported EBITDA margins have recovered
from barely positive in the 2012 recession, to 16.5% in 2015,
after exceptional items of GBP8 million that year, as per
Standard & Poor's EBITDA definition.  S&P anticipates further
improvement in margins in the medium term as markets remain
supportive and the secured pipeline of new hotels remains
healthy.

The main constraints on Thame and London's business risk profile
are the high level of competition and cyclicality inherent to the
low-cost lodging sector, with exposure to volatile consumer
spending.  Travelodge also has limited diversification, relying
on a single brand in the budget hotel segment with only modest
diversification outside the U.K.

S&P's assessment of Thame and London's financial risk profile as
highly leveraged reflects the group's high leverage and low
interest cover ratios when adjusted for operating leases.
Travelodge leases all its hotels, and S&P adds the present value
of minimum lease obligations to Thame and London's adjusted debt.

In S&P's base case, it assumes:

   -- Annual revenue growth of 9%-11% in 2016-2018, supported by
      increased prices and RevPAR on the back of refurbishment,
      and rising room numbers.  Reported EBITDA margins of 17%-
      20% over the same period.

   -- Capital expenditure (capex) of about GBP50 million in 2016-
      2018.

   -- No dividend payments to shareholders.

   -- Operating leases rising in line with inflation.

Based on these assumptions, S&P arrives at these credit measures:

   -- Adjusted debt-to-EBITDA of about 8.5x in 2016 and 8.0x in
      2017.

   -- Adjusted EBITDA interest cover of about 1.7x in 2016 and
      1.8x in 2017.

The positive outlook reflects S&P's opinion that there is at
least a one-in-three chance that it could upgrade Thame and
London in the next 12 months, reflecting increasingly comfortable
rating headroom as a result of its consistent operating
performance since 2013.  S&P anticipates this good performance
will continue in the near term, due to still supportive market
conditions in the U.K. lodging sector and Travelodge's healthy
secured pipeline of new hotels.  S&P's base case foresees
adjusted EBITDA interest cover rising to about 1.8x by 2017.

S&P would consider an upgrade in the next 12 months if, as a
result of continued supportive market conditions, Thame and
London's EBITDA were to increase year-on-year such that S&P
believed that EBITDA interest cover was rising toward 2x.  Any
upgrade would be also contingent on Thame and London reporting
significantly and sustainably positive free operating cash flow,
and on liquidity staying at least adequate.

S&P considers a downgrade as less likely, given the comfortable
headroom within the rating level.  That said, S&P would consider
a downgrade if Travelodge's leverage were to materially increase
relative to S&P's base case, if EBITDA did not grow as per S&P's
expectations, or if free operating cash flow were to turn
negative.  S&P would also consider a downgrade if liquidity fell
to less than adequate.


TRAVIS PERKINS: S&P Affirms BB+ CCR, Outlook Remains Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services said it has affirmed its 'BB+'
corporate credit rating on U.K. building materials distributor
Travis Perkins PLC.  The outlook remains stable.

At the same time, S&P assigned its 'BB+' issue rating to the
proposed GBP300 million senior unsecured notes due in 2023.  The
issue rating is in line with the corporate credit rating on the
company.  The recovery rating of '3' reflects S&P's expectation
of meaningful recovery prospects in a payment default scenario,
in the higher half of the 50%-70% range.  The proceeds from the
proposed notes will be used to repay the group's outstanding
bilateral bridge facilities, arranged by relationship banks and
fund cash on the balance sheet.  The final issue ratings are
subject to the successful closing of the proposed issuance and
depend on our receipt and satisfactory review of all final
transaction documentation.

S&P also affirmed its 'BB+' issue rating on the company's GBP250
million senior unsecured notes.  The recovery rating on the notes
is '3', indicating S&P's expectation of meaningful recovery (in
the higher half of the 50%-70% range) for debtholders in the
event of a payment default.

The rating affirmation reflects S&P's view that, over the next
two-to-three years, Travis Perkins will continue to benefit from
its leading position in several building materials distribution
end markets in the U.K., the ongoing expansion of its product
mix, and the modernization of its branch network, despite a tough
pricing environment.  S&P also expects the group will generate
positive free operating cash flow, sufficient to fund bolt-on
acquisitions, and therefore will maintain leverage broadly at
current levels commensurate with a 'BB+' rating.

Travis Perkins is mainly exposed to relatively stable repair,
maintenance, and improvement markets, which support its more
stable profitability compared with peers in the building
materials industry.  It also has a wide branch network and
efficient logistics systems, and has been recently improving
branch formats and completing the resegmentation of the weaker
plumbing and heating division.  These strengths are partly offset
by the company's relatively small size compared with global
peers, and its geographic concentration in the U.K., where it
operates in a mature and competitive market that has low barriers
to entry.

"In 2016, we forecast that the group's like-for-like sales growth
in the general merchanting, contracting, and consumer segments
will gradually improve compared with a weaker-than-expected
performance in the second half of 2015.  This improvement will be
supported by a modest recovery in repair and maintenance
activity, following a higher number of housing transactions in
the past six-to-nine months.  At the same time, we expect the
plumbing and heating market to remain weak.  The group is also
likely to continue growing its branch network and making bolt-on
acquisitions, which will result in overall revenue growth of
about 5% annually in 2016-2018.  We believe that the recent
introduction of new branch formats and the optimization of the
group's distribution centers will support EBITDA margins,
offsetting the negative effects of low inflation and limited
pricing ability in the highly competitive U.K. market," S&P said.

In S&P's base case, it assumes:

   -- U.K. GDP growth of 2% in 2016 and 2.2% in 2017.
   -- Revenue growth of 4.5%-5.5% led by volume growth, branch
      network expansion, and some bolt-on acquisitions.
   -- Standard & Poor's-adjusted EBITDA margin to stay broadly
      stable at about 11%.
   -- Working capital outflow of about GBP100 million.
   -- Capital expenditure (capex) of about GBP230 million per
      year, including investment in freehold property of about
      GBP50 million.
   -- Bolt-on acquisitions of about GBP50 million per year.
   -- Dividends of about GBP100 million.

Based on these assumptions, S&P arrives at these credit measures
(S&P's calculation of the group's adjusted debt includes its
substantial operating leases):

   -- FFO to debt of about 27%.
   -- Debt to EBITDA of about 2.7x over the next two years.

In S&P's view, Travis Perkins' leverage will remain significant
in the next two-to-three years.  Good operating cash flow
generation ability provides the group with the flexibility to
undertake capex to support growth, infrastructure, and property
investments, as well as to expand its business by making bolt-on
acquisitions. However, S&P expects the group's discretionary cash
flow to remain modest in the medium term.

The stable outlook reflects S&P's view that, despite a modest
slowdown and increasing competition in the U.K. remodelling
market, Travis Perkins will maintain profitability at current
levels in 2016-2018 and credit metrics will remain commensurate
with a 'BB+' rating, including FFO to debt of about 27%.

S&P could lower the ratings during the next 12 months if margins
and cash flow reduced as a result of a downturn in the U.K.
construction industry or a further slowdown in remodeling
activity, so that the group's FFO to debt fell below 20%.  S&P
could also lower the ratings if the group were to spend
substantially more on acquisitions or shareholder returns than
S&P currently expect.

S&P could raise the ratings during the next 12 months if higher-
than-forecast EBITDA margins, underpinned by improving trading
conditions and the group's cost optimization, translated into a
sustainable improvement in Travis Perkins' credit metrics.  This
would include FFO to debt exceeding 30% and adjusted debt to
EBITDA of less than 3x.


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than US$3 per
share in public markets.  At first glance, this list may look
like the definitive compilation of stocks that are ideal to sell
short.  Don't be fooled.  Assets, for example, reported at
historical cost net of depreciation may understate the true value
of a firm's assets.  A company may establish reserves on its
balance sheet for liabilities that may never materialize.  The
prices at which equity securities trade in public market are
determined by more than a balance sheet solvency test.

Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/booksto order any title today.


                            *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Valerie U. Pascual, Marites O. Claro, Rousel Elaine T. Fernandez,
Joy A. Agravante, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2016.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-362-8552.


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